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<PAGE> 1
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For Quarter Ended June 30, 2000
COMMISSION FILE NUMBER 33 ACT FILE NO. -33-90524
----------------------------
VALRICO BANCORP, INC.
------------------------------------------------------
(Exact name of registrant as specified in its Charter)
(FLORIDA) 65-0553757
------------------------------- ------------------------------------
(State of other jurisdiction of (I.R.S. Employee Identification No.)
incorporation of organization)
1815 EAST STATE ROAD 60, VALRICO, FLORIDA 33594
-----------------------------------------------
(Address of principal executive offices and Zip Code)
(813) 689-1231
--------------
(Registrant's telephone number, including area code)
Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15 (d) of the Securities Exchange Act of 1934
during the preceding 12 months (or for such shorter period that the registrant
was required to file such reports), and (2) has been subject to such filing
requirements for the past 90 days.
(1) Yes [X] (2) No [ ]
AS OF June 30, 2000, THERE WERE 302,733 SHARES OF COMMON STOCK OUTSTANDING
<PAGE> 2
VALRICO BANCORP, INC.
INDEX
PAGE NUMBER
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements
Consolidated balance sheets - June 30,
2000 and December 31, 1999 3
Consolidated statements of income -
Three and six months ended June 30,
2000 and 1999 4
Consolidated statement of shareholders'
equity - Six months ended June 30, 2000
and 1999 5
Consolidated statements of cash flows -
Six months ended June 30, 2000 and 1999 6
Notes to consolidated financial statements 7
Item 2. Management's' Discussion and Analysis
of Financial Condition and Results of
Operations 8
PART II. OTHER INFORMATION 10
SIGNATURES 11
2
<PAGE> 3
VALRICO BANCORP, INC.
CONSOLIDATED BALANCE SHEETS
(unaudited)
<TABLE>
<CAPTION>
June 30, December 31,
2000 1999
-------- ------------
(In thousands)
<S> <C> <C>
Assets
Cash and Non Interest Bearing Deposits $ 4,883 $ 6,787
Federal Funds Sold 11,426 509
Securities Available for Sale 7,069 7,295
Securities Held to Maturity 1,782 1,839
Loans 63,282 62,385
Facilities 3,474 3,504
Other Real Estate -- 1
Accrued Interest Receivable 489 580
Other Assets 1,459 1,466
-------- --------
Total Assets $ 93,864 $ 84,366
======== ========
Liabilities
Deposits:
Demand Deposits $ 16,017 $ 13,080
NOW Accounts 16,441 15,110
Money Market Accounts 6,994 5,780
Savings Accounts 10,375 9,894
Time, $100,000 and over 9,525 8,850
Other Time Deposits 23,279 21,019
-------- --------
Total Deposits 82,631 73,733
Securities Sold Under Agreement to Repurchase 578 672
Accounts Payable and Accrued Liabilities 854 572
Long Term Loans Payable 3,139 3,168
Loan Payable 970 970
-------- --------
Total Liabilities 88,172 79,115
-------- --------
Commitments and Contingencies
Stockholders Equity
Common Stock, No Par Value, Authorized 1,000,000
shares, issued and outstanding 302,733 on June 30, 2000
Issued and outstanding 301,509 on Dec. 31, 1999 303 302
Capital Surplus 2,479 2,450
Retained Earnings 3,098 2,643
Accumulated Other Comprehensive Income (188) (144)
-------- --------
Total Stockholders Equity 5,692 5,251
-------- --------
Total Liabilities and Stockholders Equity $ 93,864 $ 84,366
======== ========
</TABLE>
See accompanying Independent Accountant's Report and notes to Consolidated
Financial Statements
3
<PAGE> 4
VALRICO BANCORP, INC.
CONSOLIDATED STATEMENTS OF INCOME
(UNAUDITED)
<TABLE>
<CAPTION>
THREE MONTHS ENDED JUNE 30, SIX MONTHS ENDED JUNE 30,
2000 1999 2000 1999
-------- -------- -------- --------
(In thousands except for per share data)
<S> <C> <C> <C> <C>
Interest Income
Interest and Fees on Loans $ 1,524 $ 1,283 $ 3,035 $ 2,564
Interest on Investment Securities 133 116 266 237
Income on Federal Funds Sold 157 140 225 228
-------- -------- -------- --------
Total Interest Income 1,814 1,539 3,526 3,029
-------- -------- -------- --------
Interest Expense
Interest on Deposits 616 552 1,187 1,091
Other Interest 84 72 161 144
-------- -------- -------- --------
Total Interest Expense 700 624 1,348 1,235
-------- -------- -------- --------
Net Interest Income 1,114 915 2,178 1,794
Provision for Loan Losses 50 29 120 53
-------- -------- -------- --------
Net Interet Income after
Provision for loan losses 1,064 886 2,058 1,741
-------- -------- -------- --------
Other Income:
Service Charge on Deposit Accounts 202 179 393 332
Miscellaneous Income 29 27 58 52
-------- -------- -------- --------
Total Other Income 231 206 451 385
-------- -------- -------- --------
Other Expenses:
Salaries and Employee Benefits 495 443 1,016 853
Occupancy Expense 99 87 178 179
Equipment Expense 68 76 148 165
Stationary, Printing, and Supplies 35 33 66 74
Miscellaneous Expenses 201 200 351 394
-------- -------- -------- --------
Total Other Expenses 898 839 1,759 1,665
-------- -------- -------- --------
Income Before Income Taxes 397 253 750 461
Income Taxes 161 101 295 175
-------- -------- -------- --------
Net Income $ 524 $ 152 $ 455 $ 286
======== ======== ======== ========
Per share Information:
Average Shares Outstanding 301,917 307,762 301,917 307,762
======== ======== ======== ========
Net Income Per Share $ 0.78 $ 0.49 $ 1.51 $ 0.93
======== ======== ======== ========
</TABLE>
See accompanying Independent Accountant's Report and notes to Consolidated
Financial Statements
4
<PAGE> 5
VALRICO BANCORP, INC.
CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY
(UNAUDITED)
<TABLE>
<CAPTION>
NET
UNREALIZED TOTAL
HOLDING STOCK
COMMON CAPITAL RETAINED LOSSES ON HOLDERS'
STOCK SURPLUS EARNINGS SECURITIES EQUITY
-------- ------- -------- ----------- --------
<S> <C> <C> <C> <C> <C>
Balance, December 31, 1999 $302 $2,450 $2,643 $(144) $5,251
Net Income 455 455
Stock Issue 1 29 30
Net Change in Net Unrealized
holding losses on securities (44) (44)
---- ------ ------ ----- ------
Balance, June 30, 2000 $303 $2,479 $3,098 $(188) $5,692
==== ====== ====== ===== ======
Balance, December 31, 1998 $308 $2,566 $2,040 $9 $4,924
Net Income 286 286
Stock Sale 1 18 (16)
Net Change in Net Unrealized
holding losses on securities (80) (80)
---- ------ ------ ----- ------
Balance, June 30, 1999 $309 $2,584 $2,326 $ (71) $5,148
==== ====== ====== ===== ======
</TABLE>
See accompanying Independent Accountant's Report and notes to Consolidated
Financial Statements
5
<PAGE> 6
VALRICO BANCORP, INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS
(UNAUDITED)
<TABLE>
<CAPTION>
SIX MONTHS ENDED JUNE 30,
2000 1999
---------- ----------
<S> <C> <C>
Cash Flows from Operating Activities
Net Income $ 455 $ 286
Adjustments to Reconcile net income to net
Cash provided by (used in) operating activities:
Provision for Loan Losses 120 53
Depreciation and amortization 128 151
Net amortization (accretion) of investments
Security premiums and discounts 4 5
(Increase) Decrease in assets:
Accrued Interest Receivable 91 31
Other Assets 10 (3)
Increase (Decrease) in liabilities
Accounts payable and Accrued Liabilities 282 (152)
-------- -------
Net Cash provided by (used in ) operating
Activities 1,090 371
-------- -------
Cash flows from investing activities Securities available for sale:
Purchase of investment securities -- --
Proceeds from maturates of investment securities 154 786
Securities to be Held to Maturity:
Proceeds from maturities of investment securities 60 131
(Increase) Decrease in Deferred income tax -- --
(Increase) Decrease in Federal Funds Sold (10,917) (9,515)
Net (Increase) Decrease in Loans (1,017) 2,330
Purchase of facilities (79) (291)
Proceeds from the sale of Other Real Estate -- --
-------- -------
Net Cash provided by (used in) Investing Activities (11,799) (6,559)
-------- -------
Cash flows form financing activities:
Increase (Decrease) in deposits 8,898 6,536
Increase (Decrease) in Federal funds purchased -- --
Net increase (Decrease) in securities sold under agreement
to repurchase (94) (171)
Net increase (Decrease)in notes payable (29) 273
Sale (redemption) of Common Stock 30 19
-------- -------
Net Cash Provided by (used by) financing activities 8,805 6,657
-------- -------
Net increase (decrease) in cash (1,904) 469
Cash, beginning of period 6,788 4,454
-------- -------
Cash, ending of period $ 4,883 $ 4,923
======== =======
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION
Cash paid during the period for:
Interest $ 1,255 $ 1,196
Income taxes $ 191 $ 527
</TABLE>
See accompanying Independent Accountant's Report and notes to Consolidated
Financial Statements
6
<PAGE> 7
VALRICO BANCORP, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)
June 30, 2000
BASIS OF PRESENTATION
The accompanying unaudited consolidated financial statements have been prepared
in accordance with generally accepted accounting principles. In the opinion of
management, all necessary adjustments (consisting of normal recurring entries)
have been made for a fair presentation of the accompanying unaudited
consolidated financial statements. These financial statements rely, in part, on
estimates. The results for the period are not necessarily indicative of the
results to be expected for the entire year.
Valrico Bancorp, Inc., a one-bank holding company, acquired 100% of the common
stock of Valrico State Bank as of May 31, 1995 in a transaction accounted for
similar to a pooling of interests. Therefore, the unaudited consolidated
financial statements include the accounts of Valrico Bancorp, Inc. (the Company)
and its wholly owned subsidiary, Valrico State Bank (the Bank). Significant
intercompany balances and transactions have been eliminated in consolidation.
Net income per share has been computed by dividing net income by the average
number of common shares outstanding of 301,917 as of June 30, 2000, and 307,762
as of June 30, 1999.
7
<PAGE> 8
VALRICO BANCORP, INC.
MANAGEMENT'S DISCUSSIONS AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS
The Company's primary asset is its subsidiary bank, which is in its eleventh
year of operation. During the six months ended June 30, 2000, the Bank
experienced a growth in deposits with an increase of $8,898,000 or 11.45%.
Demand Deposit Accounts had the highest percentage of growth at 22.45%, or an
increase of $2,937,000 in the six months ended June 30, 2000.
Outstanding Loans increased $897,000 or 1.44% for the six months ended June 30,
2000. The allowance for credit losses at June 30, 2000 was at $882,000 compared
to $778,000 at December 31, 1999. The Bank had $66,000 in charge-offs and had
recoveries in the amount of $50,000 during the six months ended June 30, 2000,
and has loan classified as troubled in the amount of $71,000 as of June 30,
2000. A total of $120,000 was expensed for provision for loan losses during the
period. Management considers the allowance to be adequate at this time.
Nonaccrual loans amounted to $654,000 and $0 at June 30, 2000 and 1999,
respectively. Loans 90 days or more past due amounted to $0 and $47,000 at June
30, 2000 and 1999, respectively. There were restructured loans in the amount of
$50,000 and $52,000 at June 30, 2000 and 1999, respectively. The following table
sets forth a summary of loan loss experience:
Analysis of the Allowance for Loan Losses
<TABLE>
<CAPTION>
June 30, June 30,
2000 1999
(In thousands)
-------- --------
<S> <C> <C>
Balance at Beginning of Period $ 778 $ 776
----- -----
Charge-offs:
Commercial, Financial and Agricultural 51 44
Real Estate-Construction -- --
Real Estate-Mortgage -- --
Installment Loans to Individuals 15 23
Lease Financing -- --
----- -----
Total Charge-offs 66 67
----- -----
Recoveries:
Commercial, Financial and Agricultural 45 2
Real Estate-Construction -- --
Real Estate-Mortgage -- --
Installment Loans to Individuals 5 0
Lease Financing -- --
----- -----
Total Recoveries 50 2
----- -----
Net Charge-offs (16) (65)
Additions Charged to Operation 120 53
----- -----
Balance at end of Period $ 882 $ 764
===== =====
Ratio of Net Charge-offs during the period to average loans
Outstanding during the period -0.02% -0.12%
===== =====
</TABLE>
8
<PAGE> 9
VALRICO BANCORP, INC.
MANAGEMENT DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS (CONTINUED)
Consolidated net income for the six months ending June 30, 2000 was $455,000 or
$1.51 per share which compares to $286,000 or $0.93 per share for the same
period in 1999. This represents an increase over the comparable quarter of
$169,000.
Salaries and benefits represent 57.8% of non-interest expenses for the six
months ended June 30, 2000, compared to 51.3% for the six months ended June 30,
1999. Salary expense for the six months ended June 30, 2000 increased 19.2% over
the same period for 1999. This increase is primarily due to the opening of a new
office location on January 22, 2000 and the addition of new support staff to
cover the work of the new location.
The Tier I capital ratio was 7.03% and Total Capital ratio was 7.38% at June 30,
2000. The tier I capital to total risk-weighted assets ratio was 8.91% at June
30, 2000.
9
<PAGE> 10
PART II. OTHER INFORMATION
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
No reports on Form 8-K were filed for the quarter ended June 30, 2000.
Exhibit 27 - Financial Data Schedule (for SEC use only).
Exhibit 99.1 - Independent Accountants' Report
10
<PAGE> 11
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on August 14, 2000 on its
behalf by the undersigned thereunto duly authorized.
VALRICO BANCORP, INC.
By: \s\ Bob Mclean
-------------------------------------
Bob Mclean
President and Chief Executive Officer
By: \s\ Jerry L. Ball
-------------------------------------
Jerry L. Ball
Executive Vice President
11
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